Independent
Tenure on this board
2.1 yrs
11 nominees · 3 ballot items.
Election of eleven directors; Ratification of Ernst & Young LLP as independent auditor for 2026; Advisory (non-binding) approval of executive compensation (Say-on-Pay).
Election of eleven nominees to the Board of Directors to serve one-year terms.
Shareholders to ratify the Audit Committee’s appointment of Ernst & Young LLP as the company’s independent registered public accounting firm for 2026.
The proposal asks shareholders to ratify the Audit Committee’s appointment of Ernst & Young LLP as the company’s independent registered public accounting firm for 2026. Management seeks this ratification to confirm the Audit Committee’s selection, emphasizing EY’s long tenure, technical expertise, and the firm’s track record in auditing PulteGroup’s financial statements and internal controls. The Audit Committee’s review highlighted EY’s qualifications, experience of the engagement team, audit quality indicators, and effective communications with the committee and management. Ratification is a routine governance practice that provides shareholders an opportunity to express confidence in the firm; management cites EY’s reputation, few ancillary services, and reasonable fees. If shareholders do not ratify, the Audit Committee will consider other firms, though it is not obligated to replace EY. The board recommends a vote FOR for reasons of continuity, audit quality, and oversight by the Audit Committee.
Non-binding, advisory vote requesting shareholder approval of the compensation of the company's named executive officers as disclosed in the proxy.
This non-binding proposal asks shareholders to approve, on an advisory basis, the Company’s executive compensation as disclosed in the proxy statement. Management argues that its compensation program is designed to align pay with performance using a mix of cash and equity, annual and long-term incentives, independent consultant input, share ownership guidelines, and clawback policies. The Compensation Committee cites strong pay-for-performance outcomes, multi-year performance-based PSUs, and market benchmarking as reasons for support. The board recommends FOR, and notes that past say-on-pay received approximately 93% approval; the board will consider voting results in future compensation decisions.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | VANGUARD CAPITAL MANAGEMENT LLC | 6.57% | 12,506,660 | $1.5B |
| 2 | FRANKLIN RESOURCES INC | 5.90% | 11,234,872 | $1.3B |
| 3 | BlackRock, Inc. | 5.30% | 10,089,007 | $1.2B |
| 4 | STATE STREET CORP | 4.66% | 8,886,057 | $1.0B |
| 5 | VANGUARD PORTFOLIO MANAGEMENT LLC | 4.29% | 8,178,323 | $962M |
| 6 | GREENHAVEN ASSOCIATES INC | 2.89% | 5,497,109 | $647M |
| 7 | PRICE T ROWE ASSOCIATES INC /MD/ | 2.73% | 5,205,762 | $612M |
| 8 | GEODE CAPITAL MANAGEMENT, LLC | 2.44% | 4,649,742 | $545M |
| 9 | FIRST TRUST ADVISORS LP | 2.26% | 4,314,501 | $507M |
| 10 | BlackRock, Inc. | 2.08% | 3,962,869 | $466M |
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